From racing to spies
by Dustyiscool1
Summary: It's started out as a harmless adventure but when Mater is mistaken for a spy they are dragged into an exciting adventure. Join Midnight and Mater as they go on the adventure of a life time.
1. Chapter 1

Hi, my names Midnight. I'm a young, handsome, black Pegasus stallion that lives in a town full of vehicles. The towns name is radiator springs and is located in the desert of Arizona. I come from a herd called Lightning-strike even though I wasn't raised by them. I was raised by a family of tow trucks thought it's a wonder why I don't honk instead of neigh. I ended up with them when I broke my front right leg in a coyote attack and my mother left me on their front doorstep knowing that I would be safe with them. It turns out that the family had recently had a baby boy named Mater and they gladly took me in and raised me as their own. Mater and I are considered brothers even though me are different species. When I was a four year old some two-leggers that lived there thought that I would be good to ride but if you think that they could stay on my back you could think again. I threw every single one of the off and they have never bothered trying to ride me since. Now I'm just getting of track. This story is about how Mater and I became spies.


	2. Chapter 2: Regrouped

It was another dry day in Radiator Springs. Well its dry most of the time and the greenest thing around would be cactuses. Don't try to eat them. Believe me I tried it once and ended up with a noseful of prickles. I was walking through the town happily singing. I am never afraid to sing with others watching. I mostly sing country songs as rock doesn't suit me.

When you're feeling lonely, lost and let down (nods to Red who is watering his flowers)

Seems like those dark skies are following you around (Mater joins in)

And life's just one big shade of gray

You wonder if you'll see the light of day

Behind the clouds, the sun is shining

Believe me even though you can't quite make it out

You may not see the silver lining

But there's a big blue sky waiting right behind the clouds

I've heard it said that this too shall pass

Good times or bad times, neither one lasts

But thinking that your luck won't ever change

Is like thinking it won't ever stop once it starts to rain

Behind the clouds, the sun is shining

Believe me even though you can't quite make it out

You may not see the silver lining

But there's a big blue sky waiting right behind the clouds

Yeah, there's a big blue sky waiting right behind the clouds

"If you keep that up you'll soon attract a girlfriend" laughed Mater was we continued making our way down the street.

"Yeah right" I laughed nudging him playfully with my wing. "In your dreams."

"Dad gum, I think that you're a good singer" countered Mater "I bet they'll all swarm ya if you let em."

"I'll void that at all costs" I countered back before asking were we were going.

"To fetch Otis again" answered Mater with a sheepish grin. I should have known. In the deserts of Arizona there's always the chance of getting broken down on the side of the road. Otis had already been brought back nine times this morning.

"And what's your little catchphrase" I asked as I pretended to forget, again.

"Mater – Tow Mater, that's who – is here to help you!" Mater called out without registering what I had said fully, as he approached a sputtering old car on the side of the road. The old car's engine choked terribly and I couldn't help wincing in sympathy for him. "Hey Otis!" greeted Mater.

"Hey Mater and Midnight" Otis greeted with a smile, looking a bit sheepish about what had happened, again."I…..oh gosh, I'm so sorry. I thought I could make it this time, but…" He tried revving his engine, only to sputter uselessly before stopping again. "Smooth like puddin', huh? Eh, who am I kidding? I'll always be a lemon."

"Well dad gum, you leakin' oil again." Mater noted, glancing at the puddle of oil on the ground. It wasn't too big so we knew that he wasn't at any risk of dying. I watched as Mater moved behind Otis and hooked his tow hook under the smaller car's bumper. "Must be your gaskets. Hey, but look on the bright side: this is your tenth tow this month so that means it's on the house." Trust Mater to try and cheer everyone up. He always seems to know how to cheer people up.

"You're the only one that's nice to lemons like me, Mater." Otis said gratefully as Mater began towing him back to Radiator Springs with me tacking up the rear.

"Hey, don't sweat it." Mater assured. "Shoot, these things happen to everybody, Otis." I chuckled at Mater's little comment. Breaking down or getting hurt dose happen to everyone, like the time I had ended up with a noseful of prickles and Mater spent a whole hour pulling them out. That did hurt.

"But you never leak oil!" Otis cried to Mater as we wandered along.

"Yeah, but I ain't perfect." Mater shrugged. "Don't tell nobody, but I think mah rust is startin' to show through."

"That's been like that for ages Mater" I answered from behind them before turning my attention back to Otis.

"How's your training been going Midnight" asked Otis out of curiosity.

"Same old" I answered "I also know the basics of flying but I prefer to stay on the ground. Jasper thinks that it just weird but I'm happy." Jasper was the young colt from the same heard that was teaching me to fly. He is a great friend of mine along with Rookie and Desert. The three of them are the same age as me and they roam about together. It is unusual to see them apart.

Otis grinned before he looked over and spied a billboard that read "Welcome to Radiator Springs: home of Lightning McQueen'. "Hey! Is Lightning McQueen back yet?"

"Not yet." Mater said, sounding a little disappointed. We both Lightning when he went to races. We missed having fun with him as well.

"He must be crazy excited about winning his fourth Piston Cup!" Otis guessed, sounding quite excited himself. "Four! Wow!"

"Yeah, we're so dad gum proud of him." Mater said, pride in his tone. I shook my head befor looking ahead."But I sure wish he'd hurry up and git back 'cause we got a whole summer's worth of best friend fun to make up for. Jus' me, Midnight and—" Mater paused as he looked ahead as Radiator Springs came into sight and gasped when he saw a familiar red stock car. It was McQueen. "McQueen!" Mater cried happily speeding up, forgetting that Otis was still attached to him, and bolted toward town. I also broke into a gallop to keep up and to race to see McQueen.

"Mater!" Otis yelped. "I'm in no hurry! You don't need to go so fast!" Too bad for Otis because Mater had forgotten all about him. Once Mater had spotted McQueen there was no stopping him from his stampede.

"Hey everybody! McQueen's back! McQueen's back! McQueen's back! McQueen's back! McQueen's back!" Mater cheered as he continued to speed toward town, bouncing a bit and accidentally dragging Otis across the ground every time he landed. I was starting to feel sorry for Otis now.

Meanwhile, up ahead, the rest of the residents had gathered around to welcome Lightning back to town. I could just hear what he was saying to him as we neared the town.

"Oh Lightning! Welcome home!" Luigi said happily and I could just make out Guido bouncing a bit.

"Good to have you back, honey!" Flo greeted.

"Congratulations, man." Fillmore said.

"Welcome home, soldier." Sarge gave a crisp nod. Sarge always seemed to speak in a military tone to everything.

"The place wasn't the same without you, son." Sheriff said, Red nodding in agreement.

"What?" Lizzie asked. "Did he go somewhere?" Lizzie was old and always seemed to forget a lot.

"It's good to be home, everybody." Lightning said happily. He looked up at the sound of a horn honking to see us come barreling up the road at top speed, forgetting about Otis. Lightning's face lit up like a Christmas tree. "Mater!" he cried.

"McQueen!" Mater called excitedly. I tossed my head up and down, whinnying in glee.

"Mater!" Lightning laughed. I think that it was because Mater was hauling Otis behind him at breakneck speed.

"McQueen!" Mater shouted when we finally turned and skidded to a halt in front of McQueen. The whiplash from his hook sent Otis spinning like crazy right into Ramone's shop and onto a lift. It was extremely funny to see. Believe me; you just had to be there.

"McQueen! Welcome back!" cried Mater happily, not skipping a beat.

"Hi McQueen" I greeted between breaths.

"Mater, Midnight, it's so good to see you two!" Lightning said happily as he and Mater began their usual "best friend greeting," which never stayed. I just jumped about in excitement.

"You too, buddy!" Mater said happily. "Oh man, you ain't gonna believe the thigs I got planned fer us!"

"Yup, we were up all night last night talking about what we were going to do" I said with a laugh. I always slept next to Mater at night. The rest of the townsfolk watched in amusement at the ridiculous greeting.

"Oh, these best friend greetings. They get longer every year!" Mack noted with a smile.

"Good to see you Mack" I greeted with a nod. Mack was very nice for a truck and I took a liking to him ages ago.

"Hey, what are we?" came a voice "Chopped liver?" Looking up we saw Jasper, along with Rookie and Desert, approaching.

"No hello for us McQueen?" asked Rookie with a sheepish look on his tan coloured face. Rookie was a buckskin coloured Pegasus with golden patches.

"Hi, you lot" greeted McQueen with a warm smile. "What have you been doing?"

"No doing much. Just fooling around" answered Desert with a grin. Desert was the colour of the sand. It was like buckskin but with no black markings.

"Trying to teach Midnight to fly properly" finished Jasper with a smile. Jasper was the colour of sand with a few black markings.

"Still trying to teach him to fly properly?" chuckled McQueen while I just huffed in annoyance. Trust Jasper to tell McQueen that I still can't fly properly.

"You ready to have some serious fun?" Mater asked, catching our attention.

"Well actually, I've got somethin' to show you first." Lightning said before turning to go. The rest of the town dispersed while Mater and I followed McQueen. Lightning ended up leading Mater and me to the racing museum and into Doc's wing. Resting near the wall was the Piston Cup trophy Lightning won but now the trophy read "Hudson Hornet Piston Cup" and featured a small sculpture of Doc on the top. I smiled a warm smile at what had become of the place.

"Wow!" Mater breathed as he looked around. "I can't believe they renamed the Piston Cup after our very own Doc Hudson!" Lightning smiled proudly but his face fell as he drove to the other wall and stared at the newspaper clippings of Doc in his racing days.

"I know Doc said these things were just old cups, but…to have someone else win it just didn't feel right, you know?" He stared sadly at the pictures of his old crew chief. I looked at them and let my wings and ears droop sadly. I missed Doc a lot though I had a feeling that he was still with us in spirit.

"Well Doc would've been real proud of ya. That's fer sure." Mater said trying to be cheery.

"All right, pal. I've been waiting all summer for this." Lightning said as we exited the museum. I perked up imminently.

"Oh-ho-ho! You sure you kin handle it?" Mater asked, nudging Lightning playfully with a gleam in his eye.

"Come on, you know who you're talkin' to?" Lightning smirked. "This is Lightning McQueen! I can handle anything!"

"Are you sure?" I asked teasingly.

"Yes" said Lightning firmily.

"Awright!" Mater cheered bouncing a bit in excitement. Now for some excitement. This was going to be fun.

* * *

We soon found ourselves at an old, abandoned railway line. Somehow Mater managed to get his and Lightning's tires off. While Mater was doing that I managed to find myself an old sheet of galvanised iron, like the stuff that is used of shed's for roofing. It was a bit rusty but I would suit the purpose of what I needed it for. By the time I had dragged it back and set it up on the tracks, Mater and Lightning were on the rails. McQueen was in front, Mater was in the middled and I was at the end.

"Er…Mater?" questioned Lightning as he struggled to not go slipping down the slope.

"Just remember, your brakes ain't going to work on these!" shouted Mater as he gave Lightning a shove down the slope. I pushed of on my sheet of tin laughing as we went careering down the slope. Lightning on the other hand was panicking.

"Mater?" shouted McQueen as we kept going at breakneck speed down the lines towards an old tunnel.

"Relax" shouted Mater as we went into the tunnel. "These train tracks ain't been used in years!" Mater had barely said then when there came a loud whistle. I imminently abandoned my sheet of tin, kicking it off of the tracks, and turned to race back up the tunnel with Mater and McQueen close behind. Were went screaming back up out of the tunnel.

"Faster, faster. Come on. Here we go! Faster" Lightning was shouting as we went back out of the way we came. There came laughs form behind us and when we got off of the railway tracks we turend to see a little old mining train.

"Some 'not used tracks' Mater" I said with sarcasm after we had caught our breath.

"What, it was fine" laughed Mater before moving off to the next lot of fun.

* * *

The next place for fun was in a paddock with a very, very big dump truck in it. We were like ants next to it. Mater and I were laughing as we all snuck up on the sleeping truck. It didn't even know that we were there.

"Ooh. Wow. Yeah, I don't know" said Lightning as we got closer. "Do you think?"

"Nope" I answered "We're through thinking about it."

"This is going to be good!" said Mater before we made a big, loud noise behind the unsuspecting truck. Mater honked his horn, McQueen revved his engine and I let out a high pitched scream. It truck let out a shocked noise before rearing up and tipping up and onto its back. When it hit the ground it made us bounce up into the air a bit. We all burst into appeals of laughter.

"Did you see that?" ask Lightning as we continued to laugh.

"You bet" I said before a gurgling sound made us all pause and look up.

"Uh-oh. This ain't going to be good" said Mater before the truck backfired and it blew us away. It literally blew the grass out of the ground as well. I must admit though, it was pretty funny.

* * *

The sun was getting low in the sky as we heeded back into town. We were all covered from head to toe, or in Maters and Lightning's case, from wheel to fender in dust.

"Ha-ha! Boy, this was the best day ever!" cheered Mater as we wandered along. "And my favourite souvenir, this new dent."

"I agree" I answered, nodding my head.

"Boy, Mater, today was ah…" Lightning began to say before he was cut off. He was also trying to find out how to tell Mater what he thought without hurting his feelings.

"Shoot, that was nothing. Wait till you see what I got planned for tonight!" continued Mater in excitement. Trust Mater to want to have more fun.

"Mater, Mater, whoa" said Lightning "I was thinking of just a quiet dinner." Uh-oh. I could see were this was going, even if Mater couldn't.

"Ay. That's exactly what I was thinkin'" said Mater without skipping a beat.

"No, I ment with Sally, Mater" said Lightning as he looked down at the ground. Mater had clearly not caught on yet.

"Even better!" exclaimed Mater. "You, me, Midnight and Miss Sally goin' out for supper."

"Mater" Lightning said as he drove around in front of Mater and me. "I meant it would be just me and Sally."

"Oh" said Mater sadly as he finally caught on. His expression changed to sadness while his hook drooped.

"You know, just for tonight" assured Lightning as he tried to cheer his friend up.

"Oh" repeated Mater again.

"We'll do whatever you want tomorrow" promised Lightning to us.

"OK" answered Mater.

"Thanks for understanding" thanked Lightning with a small smile.

"Yeah, sure. Y'all go on and have fun now" assured Mater trying to sound cheery.

"All right, then" said Lightning with a grin. "See you soon, amigo." And with that he turned and left, probably to go and have a wash. Mater sighed as he watched Lightning go. I sighed and put a wing over him. Suddenly I straightened up.

"I have an idea" I said and as we wandered off home I told Mater my idea.

* * *

 **A/N: Well there's the chapter. I must admit that it's the longest chapter that I have written, for any of my stories. Enjoy to chapter and leave a review please. Thank you.**


End file.
